Rollatainers shareholders approved a ₹80 crore preferential warrant issue and key board appointments at an Extra-Ordinary General Meeting (EGM) held on August 31, 2026. The company also secured approval to increase its authorized share capital. Official voting results released on September 2, 2026, confirm that all five resolutions were passed with overwhelming support.

The EGM was held at the company's registered office in Dharuhera, Haryana, with 42 public members present. Mr. Sunil Kumar Sharma, Executive Director, chaired the meeting in the absence of Chairperson Mrs. Aarti Jain. M/s AASK & Associates LLP served as the scrutinizer for the voting process, which included both remote e-voting and physical ballot polling. The record date for the meeting was August 24, 2026, with 40,962 shareholders on the register.

Resolutions Passed

The following resolutions were transacted and passed at the meeting:

Voting Results Breakdown

The scrutinizer's report details the voting patterns across promoter and public categories. Promoter group entities voted in favor of all resolutions where they were not interested parties (Resolutions 1, 3, 4, and 5), casting 127,460,400 votes each time. For Resolution 2, involving the preferential warrant issue, promoters abstained as they were interested parties.

Public non-institutional shareholders participated actively via remote e-voting, polling 18,86,656 votes. Support was near-unanimous across all resolutions:

• Resolution 1: 99.95% in favor (18,85,623 votes) vs 0.05% against (1,033 votes).
• Resolution 2: 99.93% in favor (18,85,286 votes) vs 0.07% against (1,370 votes).
• Resolution 3: 99.94% in favor (18,85,586 votes) vs 0.06% against (1,070 votes).
• Resolution 4: 99.93% in favor (18,85,286 votes) vs 0.07% against (1,370 votes).
• Resolution 5: 99.94% in favor (18,85,596 votes) vs 0.06% against (1,060 votes).

A total of 300,000 invalid votes were recorded across all resolutions due to one corporate shareholder being in strike-off status on the Ministry of Corporate Affairs website as of the voting date.

Warrant Issue Details

The approved preferential offer involves the issuance of up to 35,87,44,394 convertible equity warrants at ₹2.23 each, aggregating to ₹80 crore. The warrants carry the right to subscribe to one fully paid-up equity share of face value ₹1 each upon exercise.

The issue is split between promoter group entities and non-promoter allottees:

Key promoter group entities include Amzen Financial Services Private Limited (9.87 crore warrants) and Adritah Autoparts Private Limited (2.47 crore warrants). Major non-promoter allottees include Birbal Advisory Private Limited (7.26 crore warrants) and Mahakram Developers Private Limited (4.48 crore warrants).

The company had previously issued a corrigendum to the EGM notice to amend the name of a proposed allottee from "Kamal Khera" to "Kiran Khera".

Terms and Conditions

• Warrant holders must pay 25% of the issue price upfront and 75% upon exercise.
• Warrants are exercisable within 18 months from the date of allotment; otherwise, they lapse and amounts are forfeited.
• Equity shares allotted upon conversion will rank pari passu with existing shares.
• The relevant date for pricing is July 31, 2026.

Rollatainers Limited has convened its 1st Extra-Ordinary General Meeting (EGM) for the Financial Year 2026-27, scheduled for Monday, August 31, 2026, at 10:30 a.m. (IST) at its Registered Office located at Plot No. 73-74, Industrial Area-Phase III, Dharuhera, District Rewari, Haryana-123106. The meeting will seek shareholder approval on five significant agenda items, spanning capital restructuring, a preferential warrant issuance, board-level appointments, and expanded financial authorisations. The EGM notice was issued on August 07, 2026, pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Share Capital Increase and Memorandum Amendment

The first item on the agenda proposes an increase in the company's Authorised Share Capital. The Board of Directors, at its meeting held on August 05, 2026, approved a proposal to raise the authorised capital from Rs. 65,00,00,000/- (Rupees Sixty Five Crores only) to Rs. 79,00,00,000/- (Rupees Seventy Nine Crores only), requiring shareholder approval by way of an Ordinary Resolution. The proposed restructuring involves the creation of additional capital and a consequential amendment to Clause V of the Memorandum of Association.

The key details of the proposed capital structure are as follows:

Preferential Issue of Convertible Equity Warrants

The second and most significant agenda item concerns the issuance of up to 35,87,44,394 (Thirty Five Crore Eighty Seven Lakhs Forty Four Thousand Three Hundred and Ninety Four) Convertible Equity Warrants on a preferential basis. Each warrant carries the right to subscribe to one fully paid-up equity share of face value Rs. 1/- each. The warrants are priced at Rs. 2.23/- (Rupees Two and Twenty Three Paisa only) per warrant, including a premium of Rs. 1.23/- per share, aggregating up to Rs. 80,00,00,000/- (Rupees Eighty Crores Only). The issue price was determined based on the 90 trading days volume weighted average price of equity shares on NSE preceding the Relevant Date of Friday, July 31, 2026, which was Rs. 2.23/-, being higher than the 10 trading days VWAP of Rs. 2.17/-. The proceeds are intended to be utilised towards acquisitions and investments in identified domestic companies within two years from receipt of consideration.

The proposed allottees and their respective warrant allocations are detailed below:

Key terms of the warrant issuance include a warrant subscription price equivalent to 25% of the issue price payable upfront, with the remaining 75% payable at the time of exercising the warrants. The warrants may be exercised into equity shares at any time within 18 months from the date of allotment. In the event the warrants are not exercised within this period, they shall lapse and the amount paid shall stand forfeited. Post full conversion, the promoter and promoter group holding is expected to stand at 48.92%, while public holding would be 51.08%, based on a post-issue paid-up capital of 60,88,74,394 shares. The company has confirmed there will be no change in control consequent to the preferential issue.

Board Appointments

The EGM also seeks shareholder approval for two board-level appointments. Item No. 3 proposes the appointment and regularisation of Mr. Sunil Kumar Sharma (DIN: 05305281) as Executive Director and Managing Director of the company for a period of five years, with effect from August 05, 2026 to August 04, 2031. Mr. Sharma holds a Software Diploma and Hardware Computer Diploma and brings 25 years of experience in supply chain management, warehouse management, and inventory control.

Item No. 4 proposes the appointment of Mr. Vipul Gupta (DIN: 09064133) as Non-Executive Independent Director for a second term of five consecutive years, with effect from August 05, 2026 to August 04, 2031. Mr. Gupta is an MBA in Finance from Shobhit University, Meerut, and has over 20 years of experience in accounts and finance. Both appointments require approval by way of Special Resolution.

Investment and Loan Authorisation Under Section 186

The fifth agenda item seeks member approval under Section 186 of the Companies Act, 2013, authorising the Board to make investments, extend loans, provide guarantees, and/or securities up to an aggregate limit of ₹1,000 crores (Rupees One Thousand Crores only) at any point of time, including amounts exceeding the prescribed statutory limits. This authorisation, if approved by Special Resolution, is intended to enable the company to undertake strategic investments and extend financial support to entities in a timely manner without requiring separate shareholder approval on each occasion.

E-Voting and Meeting Logistics

The company has fixed Monday, August 24, 2026 as the cut-off date for determining shareholder eligibility to cast votes electronically. Remote e-voting through CDSL will be available from Friday, August 28, 2026 (9:00 a.m. IST) to Sunday, August 30, 2026 (5:00 p.m. IST). M/s AASK & Associates LLP (LLPIN: AAD-2934) has been appointed as the Scrutinizer for the e-voting process. The EGM notice has been sent electronically to members whose email addresses are registered with the company or Depository Participants, and is also available on the company's website at www.rollatainers.in .